HOUSTON--(BUSINESS WIRE)--May 1, 2016--
Halliburton Company (NYSE:HAL) and Baker Hughes Incorporated (NYSE:BHI)
today announced that the companies have terminated the merger agreement
they entered into in November 2014, effective April 30, 2016.
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“While both companies expected the proposed merger to result in
compelling benefits to shareholders, customers and other stakeholders,
challenges in obtaining remaining regulatory approvals and general
industry conditions that severely damaged deal economics led to the
conclusion that termination is the best course of action,” said Dave
Lesar, Chairman and Chief Executive Officer of Halliburton. “I sincerely
thank both our employees as well as the Baker Hughes employees for their
tireless efforts throughout the regulatory review process. While
disappointing, Halliburton remains strong. We are the execution company
– our strategy, technologies and service quality are focused on helping
customers maximize production at the lowest cost and driving industry
leading growth, margins and returns.”
“Today’s outcome is disappointing because of our strong belief in the
vast potential of the business combination to deliver benefits for
shareholders, customers and both companies’ employees,” said Martin
Craighead, Chairman and Chief Executive Officer of Baker Hughes. “This
was an extremely complex, global transaction and, ultimately, a solution
could not be found to satisfy the antitrust concerns of regulators, both
in the United States and abroad. As we turn the page on this chapter, I
want to thank our customers for their patience and continued loyalty
over the past 18 months. I also want to thank the entire Baker Hughes
team for their unwavering dedication and commitment during this process.
Baker Hughes is strongly positioned to build on its foundation and
heritage as a technology innovator that differentiates for our customers
and delivers compelling value to shareholders.”
In connection with the termination of the merger agreement, Halliburton
will pay Baker Hughes the termination fee of $3.5 billion by Wednesday,
May 4, 2016.
Halliburton will discuss the termination of the merger agreement during
its previously scheduled conference call on Tuesday, May 3, 2016, at
8:00 AM Central Time (9:00 AM Eastern Time). Please visit the website
to listen to the call live via webcast. Interested parties may also
participate in the call by dialing (888) 793-5581 within North America
or (973) 935-8723 outside North America. A passcode is not required.
Attendees should log in to the webcast or dial in approximately 15
minutes prior to the call’s start time.
About Halliburton
Founded in 1919, Halliburton is one of the world's largest providers of
products and services to the energy industry. With over 55,000
employees, representing 140 nationalities in over 80 countries, the
company serves the upstream oil and gas industry throughout the
lifecycle of the reservoir - from locating hydrocarbons and managing
geological data, to drilling and formation evaluation, well construction
and completion, and optimizing production through the life of the field.
Visit the company’s website at www.halliburton.com.
Connect with Halliburton on Facebook,
Twitter,
LinkedIn
and YouTube.
About Baker Hughes
Baker Hughes is a leading supplier of oilfield services, products,
technology and systems to the worldwide oil and natural gas industry.
The company's 39,000 employees today work in more than 80 countries
helping customers find, evaluate, drill, produce, transport and process
hydrocarbon resources. For more information on Baker Hughes, visit: www.bakerhughes.com.
Safe Harbor
NOTE: The statements in this press release that are not historical
statements, including statements regarding future financial performance,
are forward-looking statements within the meaning of the federal
securities laws. These statements are subject to numerous risks and
uncertainties, many of which are beyond the company's control, which
could cause actual results to differ materially from the results
expressed or implied by the statements. These risks and uncertainties
with respect to Halliburton include, but are not limited to: with
respect to the Macondo well incident, final court approval of, and the
satisfaction of the conditions in, Halliburton's September 2014
settlement, including the results of any appeals of rulings in the
multi-district litigation; indemnification and insurance matters; with
respect to repurchases of Halliburton common stock, the continuation or
suspension of the repurchase program, the amount, the timing and the
trading prices of Halliburton common stock, and the availability and
alternative uses of cash; changes in the demand for or price of oil
and/or natural gas can be significantly impacted by weakness in the
worldwide economy; consequences of audits and investigations by domestic
and foreign government agencies and legislative bodies and related
publicity and potential adverse proceedings by such agencies; protection
of intellectual property rights and against cyber-attacks; compliance
with environmental laws; changes in government regulations and
regulatory requirements, particularly those related to offshore oil and
natural gas exploration, radioactive sources, explosives, chemicals,
hydraulic fracturing services, and climate-related initiatives;
compliance with laws related to income taxes and assumptions regarding
the generation of future taxable income; risks of international
operations, including risks relating to unsettled political conditions,
war, the effects of terrorism, foreign exchange rates and controls,
international trade and regulatory controls, and doing business with
national oil companies; weather-related issues, including the effects of
hurricanes and tropical storms; changes in capital spending by
customers; delays or failures by customers to make payments owed to us;
execution of long-term, fixed-price contracts; structural changes in the
oil and natural gas industry; maintaining a highly skilled workforce;
availability and cost of raw materials; and integration and success of
acquired businesses and operations of joint ventures. Halliburton's Form
10-K for the year ended December 31, 2015, recent Current Reports on
Form 8-K, and other Securities and Exchange Commission filings discuss
some of the important risk factors identified that may affect
Halliburton's business, results of operations, and financial condition.
Baker Hughes' Form 10-K/A for the year ended December 31, 2015, recent
Current Reports on Form 8-K, and other Securities and Exchange
Commission filings discuss important risk factors that may affect Baker
Hughes’ business, results of operations, and financial condition.
Halliburton and Baker Hughes undertake no obligation to revise or update
publicly any forward-looking statements for any reason.
View source version on businesswire.com: http://www.businesswire.com/news/home/20160501005039/en/
Source: Halliburton Company and Baker Hughes Incorporated
For Halliburton
Investors:
Halliburton
Lance
Loeffler, 281-871-7606
Investor Relations
Investors@Halliburton.com
Media:
Halliburton
Emily
Mir, 281-871-2601
Public Relations
PR@Halliburton.com
For
Baker Hughes
Investors:
Baker Hughes
Alondra
Oteyza, 713-439-8822
Investor Relations
alondra.oteyza@bakerhughes.com
Media:
Baker
Hughes
Melanie Kania, 713-439-8303
Media Relations
melanie.kania@bakerhughes.com
